Do these 3 things before closing this tab:
1Fix the driver behind crashes, sound loss and screen glitches2Repair Windows errors before they cause bigger problems3Scan for outdated or missing drivers - takes under a minuteMicrosoft reported $44,321,788 in total compensation for CEO Satya Nadella for fiscal year 2020, which ended June 30, 2020. That is the total in the company’s Summary Compensation Table—not a statement that he received that amount as cash.
How Microsoft’s FY2020 total breaks down
Microsoft’s 2020 proxy statement lists four components of Nadella’s reported compensation:
| Compensation component | FY2020 amount |
|---|---|
| Salary | $2,500,000 |
| Stock awards | $30,718,608 |
| Non-equity incentive plan compensation | $10,992,000 |
| All other compensation | $111,180 |
| Total reported compensation | $44,321,788 |
The figures are from Microsoft’s 2020 definitive proxy statement filed with the SEC; the components add up to the reported total.
Why the stock-award amount is not cash pay
Stock awards account for most of the total. Microsoft says the amount in that column is the grant-date fair value calculated under FASB ASC Topic 718, using the market price on the grant date. It is an accounting value: by itself, it does not show cash received, shares sold, or gains realized during FY2020. Microsoft’s FY2020 compensation-table notes explain the valuation basis.
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How FY2020 compared with FY2019
Microsoft reported total compensation of $42,910,215 for Nadella in FY2019 and $44,321,788 in FY2020. The increase was $1,411,573, or approximately 3.3%, calculated from those issuer-reported totals. Microsoft’s 2021 definitive proxy statement also repeats the FY2020 total.
How to interpret the incentive figure
The $10,992,000 in non-equity incentive plan compensation is the amount reported in that compensation-table column. Microsoft separately disclosed a cash-incentive target equal to 300% of base salary for Nadella in FY2020; that target is not the same as the reported incentive-plan amount. The target information appears in Microsoft’s 2020 proxy PDF.
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